Management Papers

Document Type

Journal Article

Date of this Version

8-2009

Publication Source

Strategic Management Journal

Volume

30

Issue

8

Start Page

803

Last Page

833

DOI

10.1002/smj.768

Abstract

We examine the characteristics of national systems of corporate governance to theorize about the nature of the shareholders' and employees' interests when it comes to reorganization, under the assumption that the firm is coalitional in nature. We argue that corporate governance institutions prevalent in both the host and the target country of the merging firms enable or constrain the ability of the acquirer to reorganize the target. Using a cross-national dataset of corporate acquisitions and post-acquisition reorganization, we found support for our predictions that stronger legal protection of shareholder rights in the acquirer country compared to the target country increases the acquirer's ability to restructure the target's assets and leverage the target's resources, while the protection of employee rights in the target country restricts the acquirer's ability to restructure the target's assets and redeploy resources to and from the target.

Copyright © 2009 John Wiley & Sons, Ltd.

Copyright/Permission Statement

This is the peer reviewed version of the following article: L. Capron & M. Guillen (2009), National Corporate Governance Institutions and Post-Acquisition. Strat. Mgmt. J., 30: 803-833., which has been published in final form at http://dx.doi.org/10.1002/smj.768. This article may be used for non-commercial purposes in accordance with Wiley Terms and Conditions for Self-Archiving [http://olabout.wiley.com/WileyCDA/Section/id-820227.html#terms].

Keywords

mergers and acquisitions, post-merger restructuring, national governance systems, governance institutions, institutional environment, stakeholder theory

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Date Posted: 19 February 2018

This document has been peer reviewed.